Luminar Technologies, INC./De 8-K Filing

Key Financial Figures

• $0.0001 — red Class A Common Stock, par value of $0.0001 per share LAZR The Nasdaq Stock Mar

Filing Documents

• ef20061664_8k.htm (8-K) — 30KB
• 0001140361-25-046216.txt ( ) — 155KB
• lazr-20251217.xsd (EX-101.SCH) — 4KB
• lazr-20251217_lab.xml (EX-101.LAB) — 21KB
• lazr-20251217_pre.xml (EX-101.PRE) — 16KB
• ef20061664_8k_htm.xml (XML) — 4KB

01

Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. On December 17, 2025, Luminar Technologies, Inc. (the "Company") was notified by the Listing Qualifications Department of The Nasdaq Stock Market LLC ("Nasdaq") that Nasdaq had determined to delist the Company's Class A common stock, par value $0.0001 per share (the "Common Stock") in accordance with Nasdaq Listing Rules 5101, 5110(b), and IM5101-1 as a result of the Company's commencement of voluntary proceedings under Chapter 11 of the United States Bankruptcy Code (the "Bankruptcy Code") on December 15, 2025 (the "Chapter 11 Cases"). Nasdaq further indicated that trading of the Common Stock will be suspended at the opening of business on December 24, 2025, and a Form 25-NSE will be filed by Nasdaq with the Securities and Exchange Commission (the "SEC"), which will remove the Common Stock from listing and registration on Nasdaq. The Company does not intend to appeal Nasdaq's determination. After delisting from Nasdaq, the Common Stock is expected to commence trading on the Pink Limited Market operated by the OTC Markets Group, Inc. (commonly referred to as the "pink sheets"). The Pink Limited Market is a significantly more limited market than Nasdaq, and will likely result in a less liquid market for existing and potential holders of the Common Stock to trade the Common Stock and could further depress the trading price of the Common Stock. The Company can provide no assurance that the Common Stock will continue to trade on this market or whether broker-dealers will continue to provide public quotes of the Common Stock on this market. 2

Forward-Looking Statements

Forward-Looking Statements This Current Report on Form 8-K contains certain "forward-looking statements." All statements other than statements of historical fact are "forward-looking" statements for purposes of the U.S. federal and state securities laws, including the Private Securities Litigation Reform Act of 1995. These statements may be identified by the use of forward-looking terminology such as "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "might," "our vision," "plan," "potential," "preliminary," "predict," "should," "will," or "would" or the negative thereof or other variations thereof or comparable terminology. These forward-looking statements are subject to a number of factors and uncertainties that could cause the Company's actual results to differ materially from those expressed in or contemplated by the forward-looking statements. Such factors include, but are not limited to: risks attendant to the bankruptcy process, including the Company's ability to obtain court approval from the Bankruptcy Court with respect to motions or other requests made to the Bankruptcy Court throughout the course of the Chapter 11 Cases; the ability to negotiate and confirm a sale of Luminar Semiconductors, Inc. and the Company's LiDAR business under section 363 of the Bankruptcy Code; the effects of the Chapter 11 Cases, including increased legal and other professional costs necessary to execute the Company's liquidation, on the Company's liquidity (including the availability of operating capital during the pendency of the Chapter 11 Cases), results of operations or business prospects; the effects of the Chapter 11 Cases on the interests of various constituents and financial stakeholders; the length of time that the Company will operate under Chapter 11 protection and the continued availability of operating capital during the pendency of the Chapter 11 Cases; objections to the Company's restructuring process or other pleadings filed th

SIGNATURES

SIGNATURES Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Date: December 19, 2025 Luminar Technologies, Inc. By: /s/ Alexander Fishkin Name: Alexander Fishkin Title: Chief Legal Officer 4

View Full Filing

View this 8-K filing on SEC EDGAR